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DYNAM JAPAN HOLDINGS Co., Ltd. Proxy Solicitation & Information Statement 2026

Jun 2, 2026

51076_rns_2026-06-02_01292d5e-7d7a-44d9-b4ec-b84bfb44958b.pdf

Proxy Solicitation & Information Statement

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DYJH

DYNAM JAPAN HOLDINGS Co., Ltd.

(incorporated in Japan with limited liability)

(Stock code: 06889)

PROXY FORM FOR THE 15TH ANNUAL GENERAL MEETING OF SHAREHOLDERS

(Note 1) I/We (full name of individual or entity) _____ of (Note 1) (home or main office address) _______

hold (Note 2) _____ shares in DYNAM JAPAN HOLDINGS Co., Ltd. (the "Company"). I/We hereby appoint the chairman of the 15th Annual General Meeting of Shareholders (the "AGM") or (Note 3) (name of proxy) ____ of (Note 3) (home or main office address) ______ to serve as my/our proxy and perform the following on my/our behalf.

The proxy shall attend the 15th AGM to be held at Headquarters Building of Dynam Co., Ltd. at 2-27-5 Nishi-Nippori, Arakawa-ku, Tokyo, Japan at 10:00 a.m. (Japan Time) on Thursday, 25 June 2026 and exercise voting rights for the resolutions as set out below.

Matters to be Resolved (Note 4) For (Note 5) Against (Note 5) Abstain (Note 5)
First Resolution General Mandate to Allot, Issue and Deal in Shares
Second Resolution General Mandate to Repurchase Shares
Third Resolution Proposed Election of Eight (8) Directors
Candidate for Executive Director Mr. Akira HOSAKA
Candidate for Non-executive Director Mr. Yoji SATO
Candidate for Non-executive Director Mr. Kohei SATO
Candidate for Independent Non-executive Director Mr. Mitsutoshi KATO
Candidate for Independent Non-executive Director Mr. Thomas Chun Kee YIP
Candidate for Independent Non-executive Director Mr. Kiyohito KANDA
Candidate for Independent Non-executive Director Mr. Koji KATO
Candidate for Independent Non-executive Director Ms. Mayumi ITO
Fourth Resolution Proposed Election of an Auditor pursuant to the Rules Governing the Listing Securities on The Stock Exchange of Hong Kong Limited

Date: _________ 2026

Signature (Note 6): _________

Note 1 Home or main office address and full name of individual or entity of the shareholder are to be written in block letters.

Note 2 Please state the number of shares the proxy is authorized to act upon. If the number of shares entered (if voting is delegated to more than one proxy, the total number of shares entered on each proxy form) is less than your full voting entitlement on the share register, the voting entitlement in respect of the remaining shares is deemed to be an abstention. If this space is left blank, the proxy will be deemed as authorized to exercise your full voting entitlement. As stated in Note (3) under Item 5 headed "Other Precautions" of convocation notice for the AGM dated 3 June 2026 (the "Convocation Notice of AGM"), shareholders who intend to cast their votes in different ways (i.e. partly for and partly against a resolution) are requested to notify the Company in writing of their intention to do so and the reason therefor no later than 3 days before the AGM. Accordingly, please note that shareholders who have not submitted such notice of the intention to cast their votes in different ways to the Company may not be permitted to exercise such voting rights except for those who hold shares of the Company for and on behalf of others.

Note 3 Home or main office address and full name of the proxy are to be written in block letters. If the spaces are left blank, the chairman of the AGM shall become the proxy.

Note 4 The matters to be resolved shown here are summaries. The full text is available in the Convocation Notice of AGM.

Note 5 If you approve the relevant resolution, please put a check mark in the "For" box. If you disapprove the relevant resolution, please put a check mark in the "Against" box. If you abstain from voting any resolution, please put a check mark in the "Abstain" box. If you put check marks in none of the boxes or more than one box for a resolution, your proxy will be authorized to exercise his/her discretion as to whether and if so how he/she votes. The same decision will apply to the resolutions proposed in accordance with the laws and regulations to the AGM other than those stated in the Convocation Notice of AGM. Abstained votes will be counted towards the total number of votes cast in the relevant resolutions but excluded from the number of votes for or against the relevant resolutions.

Note 6 Please make sure that the shareholder himself/herself signs this proxy form. However, if the shareholder is a corporation, the person registered in advance as the signatory must sign this proxy form, or the representative of the corporation must sign or affix his/her name and seal.

Note 7 If your shares are held jointly with others, signature of the person exercising the voting rights of whom the Company has been notified in advance will be enough, but filling in the names of individual or entity and home or main office address of all the joint shareholders is required.

Note 8 Proxies are advised to submit the proxy form (signed and completed by the shareholder in accordance with the above Notes 1 to 7) to the reception desk of the AGM on the day thereof. If the shareholder completed the proxy form but left the proxy's name and address blank, please send the proxy form by mail to the location of the AGM no later than the day thereof OR deposit at the Company's share registrar, Computershare Hong Kong Investor Services Limited, at 17M Floor, Hopewell Centre, 183 Queen's Road East, Wan Chai, Hong Kong not less than 48 hours before the time appointed for holding the AGM.

Note 9 Proxies do not need to be a shareholder of the Company.

Note 10 Completion and return of this proxy form will not preclude you from attending and voting in person at the AGM thereof if you so wish, and in such case, this proxy form will be deemed to be revoked.